Terms of Service

1. Introduction

These Terms of Service (“Terms”) form a legally binding agreement between you (“Merchant”, “you”, or “your”) and Elicate Technologies Limited (“Elicate Pay”, “we”, “us”, or “our”), a company registered in the Republic of Zambia.

Elicate Pay provides a mobile money payment gateway (“Platform”) that allows merchants to accept mobile money payments from customers using MTN Mobile Money, Airtel Money, and Zamtel Kwacha across Zambia. Our payment processing infrastructure is powered by Flutterwave Inc. (“Flutterwave”), a globally licensed payment technology company.

By creating an account, accessing our APIs, or using any part of our Platform, you agree to be bound by these Terms. If you do not agree to these Terms, do not use Elicate Pay.

2. Definitions

• “API” means the Application Programming Interface provided by Elicate Pay for integrating payment collection into your applications.
• “API Keys” means the unique cryptographic credentials (public key and secret key) issued to each Merchant for authenticating API requests.
• “Customer” or “Payer” means any individual who makes a payment through the Elicate Pay Platform on behalf of or to a Merchant.
• “Flutterwave” means Flutterwave Inc., the underlying payment processor that handles the actual movement of funds between mobile money wallets and settlement accounts.
• “Merchant Account” means the account created by a Merchant on Elicate Pay to access the Platform and its services.
• “Mobile Money” means electronic money services provided by mobile network operators in Zambia, including MTN Mobile Money, Airtel Money, and Zamtel Kwacha.
• “Payment Link” means a shareable URL generated by a Merchant through the Platform that allows customers to make payments without custom integration.
• “Platform” means the Elicate Pay website, dashboard, APIs, documentation, and all related services.
• “Settlement” means the process by which collected funds are transferred to a Merchant's designated account after deducting applicable fees.
• “Test Mode” means the sandbox environment provided for testing integrations without processing real transactions or moving real money.
• “Live Mode” means the production environment where real transactions are processed and real money is moved.
• “Transaction” means any payment initiated through the Elicate Pay Platform, whether in test or live mode.
• “Webhook” means an automated HTTP callback sent by Elicate Pay to a Merchant's server to notify them of transaction status changes.

3. Eligibility & Account Registration

3.1 Eligibility Requirements

To use Elicate Pay, you must:

• Be at least 18 years of age or the age of legal majority in your jurisdiction.
• Be a legally registered business entity or sole proprietor operating in Zambia or with customers in Zambia.
• Provide accurate, truthful, and complete registration information.
• Have a valid mobile phone number registered in Zambia.
• Not be a person or entity barred from receiving services under the laws of the Republic of Zambia or any other applicable jurisdiction.

3.2 Account Registration

When you create a Merchant Account, you must provide:

• Your full legal name.
• Your business name.
• A valid email address.
• A valid Zambian phone number (mandatory).
• A secure password (minimum 8 characters).

If you sign up using Google authentication, you will be required to complete an onboarding process to provide any missing mandatory information (including your phone number, business name, and full name) before you can access the Platform's full functionality.

3.3 Account Verification

All new Merchant Accounts are created in a “pending” status. Elicate Pay reserves the right to verify your identity, business registration, and other details before approving your account for live payment processing. You may use Test Mode while your account is pending verification.

3.4 Account Security

You are solely responsible for:

• Maintaining the confidentiality of your account credentials, including your password and API keys.
• All activities that occur under your Merchant Account.
• Immediately notifying Elicate Pay of any unauthorized access to or use of your account.
• Ensuring that your secret API key is never exposed in client-side code, public repositories, or any publicly accessible location.

Elicate Pay shall not be liable for any loss or damage arising from your failure to maintain the security of your account credentials.

4. Services Provided

4.1 Payment Processing

Elicate Pay provides the following services:

• Mobile Money Collection: Accept payments via MTN Mobile Money, Airtel Money, and Zamtel Kwacha through our REST API or Payment Links.
• Payment Links: Generate shareable payment URLs (fixed or flexible amount) that customers can use to make payments without any technical integration.
• Checkout API: A public-safe API endpoint for customer-facing payment forms.
• Real-time Transaction Monitoring: View, track, and manage all transactions through the merchant dashboard.
• Webhook Notifications: Receive automated HTTP callbacks to your server when transaction statuses change.
• Server-Sent Events (SSE): Real-time status streaming for payment status updates.
• Test Mode: A full sandbox environment connected to Flutterwave's sandbox for integration testing without real money.

4.2 Flutterwave-Powered Processing

All payment processing on Elicate Pay is handled by Flutterwave. When a Customer initiates a mobile money payment:

1. Elicate Pay receives the payment request through our API.
2. The request is securely forwarded to Flutterwave's payment infrastructure.
3. Flutterwave initiates a USSD push to the Customer's mobile phone.
4. The Customer approves the payment on their phone.
5. Flutterwave processes the transaction and notifies Elicate Pay.
6. Elicate Pay updates the transaction status and sends webhook notifications to the Merchant.

By using Elicate Pay, you acknowledge and agree that Flutterwave processes the underlying financial transactions and that Flutterwave's own terms of service and acceptable use policies apply to such processing.

4.3 API Keys & Modes

Elicate Pay issues two types of API keys:

• Public Key: Used in client-side checkout forms. Can be safely exposed in frontend code.
• Secret Key: Used for server-to-server API calls. Must NEVER be exposed in client-side code.

Each key pair operates in one of two modes:

• Test Mode: Routes transactions to Flutterwave's sandbox. No real money is moved. Test API keys begin with pk_test_ or sk_test_.
• Live Mode: Routes transactions to Flutterwave's production environment. Real money is moved. Live API keys begin with pk_live_ or sk_live_.

Test keys are automatically issued upon account creation. Live keys are issued only after your Merchant Account has been verified and approved by an Elicate Pay administrator.

5. Fees & Settlements

5.1 Transaction Fees

Elicate Pay charges a percentage-based fee on each successful transaction. The current fee structure is published on our website and may be updated from time to time. We will provide reasonable notice before any fee changes take effect.

Fees are deducted automatically from the transaction amount before settlement. The net amount (transaction amount minus fees) is what gets settled to your designated account.

5.2 Settlement

Settlements are processed according to the settlement schedule published on the Platform. Settlement timing may vary depending on mobile network operator processing times and Flutterwave's settlement cycles.

Elicate Pay reserves the right to hold settlements if there is suspected fraud, disputes, or violations of these Terms.

5.3 Refunds & Chargebacks

Mobile money transactions are generally non-reversible at the network operator level. Merchants are responsible for managing refunds directly with their customers. Elicate Pay may facilitate refund processing where technically possible, but does not guarantee refund capability.

If a Customer disputes a transaction, Elicate Pay may investigate and, if the dispute is upheld, deduct the disputed amount from your future settlements.

5.4 Currency

All transactions on Elicate Pay are denominated in Zambian Kwacha (ZMW). We do not currently support multi-currency transactions.

6. Merchant Obligations

6.1 Acceptable Use

You agree to use Elicate Pay only for lawful purposes. You shall NOT use the Platform to:

• Process transactions for illegal goods or services.
• Engage in money laundering, terrorist financing, or any form of financial crime.
• Process fraudulent transactions or transactions on behalf of undisclosed third parties.
• Collect payments for goods or services you do not intend to deliver.
• Violate any applicable laws, regulations, or third-party rights.
• Attempt to circumvent fees, security measures, or rate limits.
• Use automated systems to create fake transactions or artificially inflate volume.
• Process transactions for gambling, adult content, weapons, drugs, or any other prohibited categories as defined by Flutterwave's acceptable use policy and Zambian law.

6.2 Compliance

You are responsible for complying with:

• All applicable laws and regulations of the Republic of Zambia, including the Electronic Communications and Transactions Act, the Financial Intelligence Centre Act, and any regulations issued by the Bank of Zambia.
• Anti-Money Laundering (AML) and Know Your Customer (KYC) requirements applicable to your business.
• Tax obligations, including the collection and remittance of any applicable taxes on transactions processed through the Platform.
• Consumer protection laws applicable to your business and the goods or services you sell.

6.3 API Usage

When using the Elicate Pay API, you agree to:

• Keep your secret API key confidential and never expose it in client-side code, mobile apps, or public repositories.
• Implement proper error handling in your integration.
• Respect API rate limits (currently 100 requests per minute per key).
• Use webhook verification to confirm the authenticity of webhook notifications.
• Test your integration thoroughly in Test Mode before going live.
• Keep your integration up to date with any API changes communicated by Elicate Pay.

6.4 Customer Relations

You are solely responsible for:

• The goods or services you sell to Customers.
• Customer support, refunds, and dispute resolution related to your products or services.
• Providing clear payment descriptions so Customers understand what they are paying for.
• Having a clear refund policy communicated to your Customers.

7. Security

7.1 Platform Security

Elicate Pay is committed to maintaining the highest standards of security. Our Platform employs multiple layers of security measures:

• Flutterwave-Grade Security: Since all payment processing flows through Flutterwave, our transactions benefit from Flutterwave's PCI-DSS Level 1 compliance — the highest level of payment security certification. Flutterwave is licensed and regulated by multiple financial authorities globally, and all sensitive financial data is handled within their certified infrastructure.
• End-to-End Encryption: All communications between your applications and Elicate Pay servers, and between Elicate Pay servers and Flutterwave, are encrypted using TLS 1.2+ (HTTPS). No payment data is transmitted in plain text.
• SHA-256 Key Hashing: Your API secret keys are hashed using SHA-256 before storage. We never store raw secret keys — only their cryptographic hashes. This means that even in the unlikely event of a database breach, your actual secret keys cannot be recovered.
• Firebase Authentication: Merchant authentication is powered by Google Firebase Authentication, which provides secure token-based authentication, brute-force protection, and account recovery.
• Server-Side Key Resolution: Customer-facing checkout flows use public keys only. Secret keys never leave your server. The Elicate Pay server resolves the appropriate Flutterwave credentials server-side, ensuring no sensitive credentials are exposed to the client.
• Webhook Integrity: Webhook deliveries include a unique delivery ID and are sent over HTTPS. We recommend verifying webhook payloads to ensure authenticity.
• Secure Infrastructure: Elicate Pay is hosted on Vercel's enterprise-grade infrastructure with automatic DDoS protection, global CDN, and edge network security. Our database runs on Google Cloud Firestore with automatic encryption at rest and in transit.

7.2 Flutterwave Security Standards

As our payment processing partner, Flutterwave maintains industry-leading security certifications and practices:

• PCI-DSS Level 1 Certified: The highest level of certification in the payment card industry, demonstrating rigorous security controls and regular audits.
• ISO 27001 Certified: International standard for information security management systems.
• Licensed & Regulated: Flutterwave is licensed by the Central Bank of Nigeria and operates under regulatory frameworks across Africa, Europe, and the United States.
• Fraud Detection: Advanced machine learning-based fraud detection systems that monitor transactions in real-time.
• 3D Secure & Tokenization: Industry-standard security protocols for card transactions (where applicable).
• Regular Security Audits: Independent third-party security assessments and penetration testing.

By using Elicate Pay, your transactions benefit from the full scope of Flutterwave's security infrastructure. Your customers' financial data is always processed within Flutterwave's PCI-DSS certified environment — it never touches or is stored on Elicate Pay's servers.

7.3 Your Security Responsibilities

While we provide robust security infrastructure, you are responsible for:

• Keeping your API secret keys secure and rotating them if you suspect compromise.
• Using HTTPS for all webhook endpoints.
• Implementing proper authentication and authorization in your own applications.
• Validating all input data before sending it to the Elicate Pay API.
• Monitoring your transaction activity for unusual patterns.
• Reporting suspected security incidents to Elicate Pay immediately.

8. Data Protection

Your use of the Platform is also governed by our Privacy Policy, which explains how we collect, use, store, and protect your data and your customers' data.

You acknowledge that in order to process payments, certain customer data (such as phone numbers and names) must be transmitted to Flutterwave. This data is handled in accordance with both Elicate Pay's Privacy Policy and Flutterwave's privacy policy.

9. Intellectual Property

All intellectual property rights in the Platform, including but not limited to the Elicate Pay brand, logos, API design, documentation, and software, are owned by Elicate Technologies Limited.

We grant you a limited, non-exclusive, non-transferable, revocable license to use the Elicate Pay API and Platform solely for the purpose of integrating payment collection into your applications in accordance with these Terms.

You may not:

• Copy, modify, or create derivative works of the Platform or its components.
• Reverse-engineer, decompile, or disassemble any part of the Platform.
• Use the Elicate Pay brand, logos, or trademarks without our prior written consent.
• Resell, sublicense, or redistribute access to the Elicate Pay API or Platform.

10. Account Suspension & Termination

10.1 By Elicate Pay

We may suspend or terminate your Merchant Account immediately, without prior notice, if:

• You violate any provision of these Terms.
• We suspect fraudulent, illegal, or unauthorized activity on your account.
• You fail to provide requested verification documents within the specified timeframe.
• We receive instructions from law enforcement, regulatory authorities, or Flutterwave to do so.
• Your transaction activity poses an unacceptable risk to Elicate Pay, Flutterwave, or the financial system.
• You are subject to sanctions or are found to be on any restricted persons list.

Upon suspension, all pending settlements may be held until the investigation is complete. Upon termination, any remaining balance (after deducting fees, chargebacks, and potential liabilities) will be settled to your designated account within 90 business days.

10.2 By You

You may close your Merchant Account at any time by contacting our support team. Upon closure, you must stop using all API keys immediately. Any pending transactions will be processed, and remaining balances will be settled according to the standard settlement schedule.

10.3 Effect of Termination

Upon termination of your account:

• All API keys associated with your account will be immediately deactivated.
• You lose access to the merchant dashboard and all Platform services.
• Any in-progress transactions will be completed or cancelled as appropriate.
• We may retain your data as required by applicable laws and for our legitimate business purposes, as described in our Privacy Policy.

11. Disclaimers & Limitation of Liability

11.1 “As Is” Service

THE PLATFORM IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. TO THE FULLEST EXTENT PERMITTED BY LAW, ELICATE PAY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

11.2 No Guarantee of Availability

We do not guarantee that the Platform will be available at all times or that it will be free from errors, interruptions, or security vulnerabilities. Payment processing depends on third-party services (Flutterwave, mobile network operators) that are outside our direct control.

11.3 Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL ELICATE PAY, ITS DIRECTORS, EMPLOYEES, AGENTS, OR AFFILIATES BE LIABLE FOR:

• Any indirect, incidental, special, consequential, or punitive damages.
• Any loss of profits, revenue, data, or business opportunities.
• Any damages arising from the actions or omissions of Flutterwave, mobile network operators, or other third-party service providers.
• Any damages resulting from unauthorized access to or alteration of your data.
• Any damages exceeding the total fees paid by you to Elicate Pay in the twelve (12) months preceding the event giving rise to the claim.

11.4 Force Majeure

Elicate Pay shall not be liable for any failure or delay in performing its obligations under these Terms caused by circumstances beyond its reasonable control, including but not limited to natural disasters, wars, government actions, pandemics, network outages, power failures, or disruptions to Flutterwave's or mobile network operators' services.

12. Indemnification

You agree to indemnify, defend, and hold harmless Elicate Pay, its officers, directors, employees, agents, and affiliates from and against any and all claims, damages, losses, liabilities, costs, and expenses (including reasonable legal fees) arising from or related to:

• Your use of the Platform or any breach of these Terms.
• Your violation of any applicable law or regulation.
• Any dispute between you and your Customers.
• Any claims by third parties arising from your products, services, or business practices.
• Your failure to maintain adequate security for your API credentials or account.

13. Dispute Resolution

Any disputes arising from or relating to these Terms or your use of the Platform shall be resolved as follows:

1. Negotiation: The parties shall first attempt to resolve the dispute through good-faith negotiation within thirty (30) days of written notice of the dispute.
2. Mediation: If negotiation fails, the parties shall attempt mediation administered by a mutually agreed-upon mediator in Lusaka, Zambia.
3. Arbitration: If mediation fails, the dispute shall be finally resolved by arbitration in Lusaka, Zambia, in accordance with the Arbitration Act of Zambia. The decision of the arbitrator shall be final and binding.

14. Governing Law

These Terms shall be governed by and construed in accordance with the laws of the Republic of Zambia, without regard to its conflict of law principles. Any legal proceedings shall be subject to the exclusive jurisdiction of the courts of the Republic of Zambia.

15. Changes to These Terms

We reserve the right to modify these Terms at any time. If we make material changes, we will:

• Post the updated Terms on the Platform with a new “Last updated” date.
• Notify you via email or through the merchant dashboard at least thirty (30) days before the changes take effect.

Your continued use of the Platform after the effective date of the updated Terms constitutes your acceptance of the changes. If you do not agree to the updated Terms, you must stop using the Platform and close your account.

16. Miscellaneous

• Entire Agreement: These Terms, together with the Privacy Policy, constitute the entire agreement between you and Elicate Pay regarding your use of the Platform.
• Severability: If any provision of these Terms is found to be unenforceable or invalid, that provision shall be limited or eliminated to the minimum extent necessary, and the remaining provisions shall remain in full force and effect.
• Waiver: No waiver of any provision of these Terms by Elicate Pay shall be deemed a further or continuing waiver of such provision or any other provision.
• Assignment: You may not assign or transfer your rights or obligations under these Terms without our prior written consent. Elicate Pay may assign its rights and obligations under these Terms without restriction.
• Notices: Any notices required or permitted under these Terms shall be sent to the email address associated with your Merchant Account (for notices to you) or to the contact information provided on the Elicate Pay website (for notices to us).
• Relationship: Nothing in these Terms creates a partnership, joint venture, employment, or agency relationship between you and Elicate Pay.

17. Contact Us

If you have any questions about these Terms, please contact us: